Is an electronic signature legally valid?

Yes. Electronic signatures are legally recognized under the federal ESIGN Act (15 U.S.C. ch. 96) and by UETA in most states, provided intent, consent, attribution, and record retention requirements are met.

When is notarization required?

Notarization is rarely required for commercial contracts but may be needed for certain instruments (deeds, powers of attorney). Check state law and the document's nature before assuming no notarization is necessary.

Who must sign on behalf of a company?

An officer or authorized agent with delegated signing authority should sign. For material commitments, obtain corporate resolutions or proof of authority to reduce the risk of later challenges.

How do you amend the agreement after execution?

Amendments should be written, signed by the same signing authorities, and reference the original agreement. Use explicit amendment language and track versions to preserve auditability.

What if an error is found after signing?

Corrective steps typically include executing a signed amendment or corrective addendum. For material issues, consider mutual rescission or negotiation rather than unilateral edits to the original.

How can the agreement be revoked or cancelled?

Revocation depends on contract terms. If the document permits termination, follow notice and cure provisions. Absent agreed terms, pursue negotiated termination or remedies in accordance with governing law.

Electronic Signature
Templates
Miscellaneous
Business Improvement Agreement

Business Improvement Agreement

This template is fully customizable. Edit the text, fill out the fields, and send it for signature. Give it a try!

BUSINESS IMPROVEMENT AGREEMENT

This Business Improvement Agreement (the Agreement) is made and entered into by and between Client Name: and Contractor Name: . Effective Date:

Recitals

WHEREAS, Client operates a business and seeks professional services to plan and implement improvements to business operations, facilities, processes, or customer experience to increase efficiency, revenue, or market position; and

WHEREAS, Contractor represents that it has the skill, experience, personnel and resources necessary to provide advisory, implementation and project management services described herein; and

WHEREAS, the parties desire to set forth the scope, schedule, compensation and legal terms under which Contractor will perform such services for Client.

1. Scope of Work

Contractor shall provide the services, deliverables and related activities described below (collectively, the Services). The Services shall include planning, analysis, design, implementation and transition activities as appropriate to accomplish the business improvements set forth by the parties.

Detailed Scope of Work

2. Payment Terms

As full consideration for the Services, Client shall pay Contractor the amounts and according to the schedule set forth below. All amounts are in United States dollars.

Contract Amount: $ . Taxes, if any, are the responsibility of the party required by law to remit such taxes.

Payment Schedule

Late Payment: Any undisputed amount not paid when due shall accrue interest at the lesser of 1.5% per month or the maximum lawful rate, beginning on the due date. In addition, Client shall be responsible for reasonable costs of collection, including attorneys' fees, incurred by Contractor in collecting overdue amounts.

Retainage or holdback, if any: .

3. Term and Termination

Term: This Agreement shall commence on Effective Date and continue until the earlier of completion of the Services or Expiration Date: , unless terminated earlier in accordance with this Section.

Termination for Convenience: Either party may terminate this Agreement for convenience upon written notice to the other party delivered not less than days prior to the intended termination date. Client shall pay Contractor for all Services performed and reimbursable expenses incurred through the effective date of termination.

Termination for Cause: Either party may terminate this Agreement for material breach if the breaching party fails to cure such breach within days after receipt of written notice specifying the breach.

4. Confidentiality

Definition: "Confidential Information" means all nonpublic information disclosed by one party (Disclosing Party) to the other (Receiving Party), whether disclosed orally or in writing, that is marked confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure, including business plans, financial information, customer lists, technical data, software, and trade secrets.

Obligations: Receiving Party shall (i) use Confidential Information only to perform its obligations under this Agreement; (ii) protect Confidential Information with at least the same degree of care it uses to protect its own confidential information, but no less than reasonable care; and (iii) not disclose Confidential Information to any third party except to employees, contractors or advisers who need to know and who are bound by confidentiality obligations at least as protective as those in this Agreement.

Exceptions: Confidential Information does not include information that (a) is or becomes generally available to the public through no fault of Receiving Party; (b) was in Receiving Party's lawful possession prior to receipt; (c) is rightfully received from a third party without breach; or (d) is independently developed without use of Disclosing Party's Confidential Information.

5. Relationship; Insurance; Indemnity

Independent Contractor: Contractor is an independent contractor and not an employee, agent or partner of Client. Contractor shall be solely responsible for all taxes and withholdings related to payments for Services.

Insurance: Contractor shall maintain, at its expense, commercial general liability and professional liability insurance as appropriate to the Services. Upon request, Contractor shall provide certificates evidencing such insurance.

Indemnity: Each party shall indemnify and hold harmless the other party from and against any third-party claims, liabilities, damages and expenses (including reasonable attorneys' fees) arising from the indemnifying party's gross negligence or willful misconduct in performing its obligations under this Agreement.

6. Limitation of Liability

EXCEPT FOR LIABILITY ARISING FROM A PARTY'S GROSS NEGLIGENCE, WILLFUL MISCONDUCT OR INDEMNIFICATION OBLIGATIONS, NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR CONSEQUENTIAL, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, AND EACH PARTY'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT SHALL NOT EXCEED THE TOTAL AMOUNTS PAID OR PAYABLE TO CONTRACTOR UNDER THIS AGREEMENT DURING THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

7. Governing Law; Dispute Resolution

Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to conflict of law principles.

Dispute Resolution: The parties shall attempt in good faith to resolve any dispute arising under this Agreement through negotiation. If negotiations fail, the parties may proceed to mediation or other mutually agreed dispute resolution process before pursuing litigation.

8. Notices

All notices, requests, consents and other communications required or permitted under this Agreement shall be in writing and delivered to the addresses set forth below, or to such other address as may be designated by a party in writing.

Client Notice Address Client Contact (email or phone) Contractor Notice Address Contractor Contact (email or phone)

9. Miscellaneous

Assignment: Neither party may assign this Agreement without the prior written consent of the other, except to an affiliate or in connection with a sale of substantially all assets, provided the assignee assumes the assigning party's obligations under this Agreement.

Amendment: This Agreement may be amended only by a written instrument signed by both parties.

Severability: If any provision of this Agreement is held invalid or unenforceable, the remainder of this Agreement shall remain in full force and effect and the invalid provision shall be reformed to the minimum extent necessary to make it enforceable.

Waiver: Failure to enforce any provision of this Agreement shall not constitute a waiver of future enforcement of that or any other provision.

10. Entire Agreement

This Agreement, including any exhibits or attachments expressly incorporated herein, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings and communications, whether written or oral.

Client

Printed Name:

By:

Date:

Contractor

Printed Name:

By:

Date:

What a Business Improvement Agreement Is and When It’s Used

A Business Improvement Agreement is a formal contract between parties that defines specific operational, financial, or process changes intended to improve a business unit or project. Typical elements include a clear scope of improvement, measurable performance metrics, timelines and milestones, assigned responsibilities, consideration or compensation, and provisions for monitoring and dispute resolution. It can be used for vendor remediation, internal turnaround projects, management performance plans, or post-acquisition integration initiatives and is often paired with implementation schedules and reporting requirements.

Why a Business Improvement Agreement Matters to Your Organization

A clear Business Improvement Agreement aligns expectations, makes performance measurable, reduces ambiguity about responsibilities, and creates enforceable remedies for missed targets. It supports oversight, reduces disputes, and provides a documented basis for payments tied to outcomes.

Typical Parties That Prepare or Sign This Agreement

Organizations use Business Improvement Agreements in many contexts — from turnaround engagements to vendor performance plans.

Business Owners and CEOs managing operational turnarounds or post-acquisition integrations.
Operations Managers and COOs responsible for delivering process improvements and tracking KPIs.
Consultants, turnaround specialists, and outsourced service providers implementing agreed performance plans.

Parties should confirm signatory authority and internal approvals before execution to avoid later disputes.

Core Components to Include in a Professional Business Improvement Agreement

A complete agreement contains defined objectives, measurable metrics, roles, timing, payment terms, and clear change control language to handle scope changes.

Scope & Objectives

Describe the precise processes, functions, or outcomes to be improved, including baseline conditions and the specific goals the parties expect to achieve.

Performance Metrics

List measurable KPIs, measurement methods, reporting cadence, and data sources so performance can be objectively verified during reviews.

Roles & Responsibilities

Assign duties to named individuals or departments, identify the party accountable for each metric, and include escalation contacts for unresolved issues.

Timeline & Milestones

Specify milestone dates, implementation phases, review points, and acceptance criteria to control schedule and measure progress.

Compensation & Remedies

State payment terms tied to outcomes, liquidated damages or holdbacks for missed targets, and procedures for dispute resolution.

Change Control

Include a process for amendments, approval routing, and cost/time adjustments when scope or conditions change mid-project.

Step-by-Step: How to Complete a Business Improvement Agreement

Follow a structured sequence to draft, review, approve, sign, and store the executed agreement.

01

Gather Information: Assemble baseline data, stakeholder names, and current performance metrics.
02

Draft Objectives: Write clear goals, KPIs, and acceptance criteria for each deliverable.
03

Review and Approve: Obtain internal approvals from legal, finance, and the accountable executive.
04

Execute and Store: Sign electronically or on paper, then archive with supporting documentation.

How to Configure an Online Signing Workflow for This Agreement

Set up consistent templates and routing rules to reduce errors and speed execution when using an eSigning platform.

Field	Configuration
Document Template	Create a reusable template with locked scope and signature fields.
Authentication	Require email verification or SMS code for signer validation.
Routing Order	Set sequential or parallel signer order as required by approvals.
Storage Location	Auto-save completed PDFs to secure cloud or document repository.

Where to Send and How Execution Typically Flows

A typical routing sequence moves the draft from drafter to reviewers, then to authorized signers and finally to secure archival storage.

Prepare Agreement: Upload the final draft and add required fields and attachments.
Assign Signers: Specify signer roles and signing order in the workflow.
Request Signatures: Send signing invites or a secure signing link to each signer.
Archive Execution: Store the signed PDF with audit trail and related exhibits.

Technical Requirements for Digital Signing and Submission

Ensure the chosen platform supports required authentication, file types, and integration points for your environment.

Integrations: Salesforce, NetSuite, Microsoft 365 supported
File Formats: PDF, DOCX, HTML accepted
Authentication: Email, SMS code, SSO available

Confirm retention, audit trail export, and secure storage capabilities with your IT or records team before sending for signature.

Key Dates and Typical Deadlines to Include

Document the dates that control performance, reviews, payment triggers, and notice periods so obligations are enforceable and auditable.

Effective Date:

Start date of obligations and measurement period.

Milestone Reviews:

Quarterly or monthly reviews to assess KPI progress.

Payment Schedule:

Specify invoice dates and net payment terms, for example Net 30.

Breach Notice Period:

Typical cure period is 30 days unless contract specifies otherwise.

Record Retention:

Retain executed agreement and reports as required by policy.

Milestone Timeline: From Draft to Closeout

A clear milestone timeline keeps stakeholders aligned and provides checkpoints for assessing success during the improvement program.

01

Draft Approval

Internal review and sign-off by legal and finance.

02

Implementation Start

Begin work and start metric collection.

03

Midterm Review

Evaluate progress and adjust remediation as needed.

04

Final Closeout

Conduct final validation and settle outstanding payments.

Common Mistakes to Avoid When Preparing This Agreement

Using vague or subjective performance terms that cannot be objectively measured or verified.
Failing to confirm signer authority resulting in later disputes over enforceability or required corporate approvals.
Omitting a clear change-control process, which causes scope creep and disagreements about additional cost or time.
Neglecting to attach baseline data or measurement methods, which leads to disagreement about whether targets were met.

Potential Risks and Consequences of an Incorrect Agreement

Monetary Exposure: Contract damages possible

Loss of Remedies: Remedies may be limited or lost

Operational Delay: Implementation timelines interrupted

Regulatory Risk: Industry-specific compliance issues

Tax Consequences: Unclear payment terms trigger tax reporting

Reputational Harm: Supplier or customer relationships strained

eSignature Pricing Comparison for Signing and Managing This Agreement

Compare starting prices and key features across common eSignature vendors. signNow appears first in the comparison for clarity.

	signNow	DocuSign	Adobe Sign	PandaDoc	HelloSign
Starting Price	$8/user/mo	$15/user/mo	$14/user/mo	$19/user/mo	$15/user/mo
Free Trial	7-day free trial	Varies	Varies	Varies	Varies
Bulk Send	Yes	Yes	Yes	Yes	No
Audit Trail	Yes	Yes	Yes	Yes	Yes
HIPAA Compliant	Yes	Yes	Yes	No	No

Real-World Examples of Using Digital Signing with Improvement Agreements

These brief examples show how organizations reduce friction and get agreements signed using online signing workflows.

Optica Ventures (Operations)

Optica needed faster execution of vendor agreements during property and asset management processes.

They moved to online signing to reduce turnaround time.
"The interface is simple and easy-to-use for our team; more importantly, it is just as easy for our customers."

Xerox (Integration Operations)

Xerox required flexible signature workflows tied to NetSuite records for post-merger integration projects.

They integrated signing into ERP approvals.
"airSlate SignNow provides us with the flexibility needed to get the right signatures on the right documents, in the right formats, based on our integration with NetSuite."

Practical Tips for Accurate and Efficient Completion

Adopt consistent drafting and execution practices to minimize negotiation cycles and improve enforceability.

Define Measurable KPIs

Write KPIs with clear numeric targets, measurement methods, and data owners. Include reporting intervals and who validates results to avoid interpretive disputes.

Confirm Authority to Sign

Verify corporate signing authority and obtain board or committee approvals when required. Document delegation of authority to prevent later repudiation.

Attach Baseline Data

Include current performance reports or exhibits as baselines. This prevents disagreement about what constitutes improvement and supports objective verification.

Use Template Clauses

Standardize change-control, dispute resolution, and termination clauses to shorten review cycles and ensure consistent remedies across engagements.

FAQs and Troubleshooting for Business Improvement Agreements

Answers to common legal, signing, and post-execution questions to help avoid mistakes and delays.

Need help? Contact support

Is an electronic signature legally valid?
Yes. Electronic signatures are legally recognized under the federal ESIGN Act (15 U.S.C. ch. 96) and by UETA in most states, provided intent, consent, attribution, and record retention requirements are met.
When is notarization required?
Notarization is rarely required for commercial contracts but may be needed for certain instruments (deeds, powers of attorney). Check state law and the document's nature before assuming no notarization is necessary.
Who must sign on behalf of a company?
An officer or authorized agent with delegated signing authority should sign. For material commitments, obtain corporate resolutions or proof of authority to reduce the risk of later challenges.
How do you amend the agreement after execution?
Amendments should be written, signed by the same signing authorities, and reference the original agreement. Use explicit amendment language and track versions to preserve auditability.
What if an error is found after signing?
Corrective steps typically include executing a signed amendment or corrective addendum. For material issues, consider mutual rescission or negotiation rather than unilateral edits to the original.
How can the agreement be revoked or cancelled?
Revocation depends on contract terms. If the document permits termination, follow notice and cure provisions. Absent agreed terms, pursue negotiated termination or remedies in accordance with governing law.

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